8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT PURSUANT

TO SECTION 13 OR 15(D) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported)  March 30, 2009

INNOTRAC CORPORATION

(Exact Name of Registrant as Specified in Its Charter)

Georgia

(State or Other Jurisdiction of Incorporation)

000-23741	58-1592285
(Commission File Number)	(IRS Employer Identification No.)

6655 Sugarloaf Parkway
Duluth, Georgia	30097
(Address of Principal Executive Offices)	(Zip Code)

(678) 584-4000

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION

 On March 30, 2009, Innotrac Corporation ("Innotrac") issued a press release to announce its financial results for the fourth quarter and year ended December 31, 2008. A copy of the press release is attached as Exhibit 99.1.

 The information in this Report, including the Exhibit attached hereto, is furnished solely pursuant to Item 2.02 of this Form 8-K.  Consequently, it is not deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that section.  It may only be incorporated by reference in another filing under the Exchange Act or Securities Act of 1933 if such subsequent filing specifically references this Form 8-K.

ITEM 9.01 EXHIBITS

(d)	Exhibits
Exhibit No.	Description
99.1	Innotrac Corporation press release dated March 30, 2009, announcing Innotrac’s financial results for the fourth quarter and year ended December 31, 2008 (furnished pursuant to Item 2.02 of this Form 8-K).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	INNOTRAC CORPORATION
Dated: March 30, 2009	By:	/s/ Scott D. Dorfman
		Scott D. Dorfman
		Chairman, President and Chief Executive Officer

EX-99.1

Exhibit 99.1

Innotrac Corporation Announces 2008 Fourth Quarter and Year End Results

ATLANTA, GA (March 30, 2009) – Innotrac Corporation (NASDAQ-GM: INOC) announced financial results today for the fourth quarter and year ended December 31, 2008.  The Company reported revenues of $37.2 million for the quarter versus $36.9 million reported in the comparable period in 2007, a slight increase of 0.7%.  For the year ended December 31, 2008, the Company reported revenues of $131.4 million compared to $121.8 million for the same period in 2007, an increase of 7.9%.  The increase in revenue for the twelve months ended December 31, 2008 was primarily due to increased revenue from existing clients in our eCommerce, DSL and direct marketing verticals.  These increases were offset by a decrease in revenues from our B2B and telecom verticals.

The Company reported net income of $592,000, or $0.05 per share, fully diluted, for the three months ended December 31, 2008, versus net income of $425,000 or $0.03 per share in the comparable period of 2007.  For the year ended December 31, 2008, the Company reported net income of $3.3 million, or $0.26 per share, fully diluted, compared to net income of $712,000, or $0.06 per share in the same period in 2007. Included in net income for the year ended December 31, 2008 was approximately $959,000 of expenses directly related to the terminated merger transaction with GSI Commerce, which termination was announced on January 29, 2009.

On March 27, 2009, the Company extended its existing agreement with Wachovia Bank, National Association through June 30, 2012. The amended and restated agreement has a maximum borrowing limit of $15.0 million. The amended and restated loan agreement is filed as an exhibit to the Company's 2008 Annual Report on Form 10-K filed with the Securities and Exchange Commission today.

Innotrac

Innotrac Corporation, founded in 1984 and based in Atlanta, Georgia, is a full-service fulfillment and logistics provider serving enterprise clients and world-class brands.  The Company employs sophisticated order processing and warehouse management technology and operates eight fulfillment centers and two call centers in seven cities spanning all time zones across the continental United States.  For more information about Innotrac, visit the Innotrac Website, www.innotrac.com.

Information contained in this press release, other than historical information, may be considered forward-looking in nature.  Forward-looking statements in this press release include our expectations for future progress in our business and future generation of cash flows.  Forward-looking statements are subject to various risks, uncertainties and assumptions. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those anticipated, estimated or expected.  Among the key factors that may have a direct bearing on Innotrac's operating results, performance or financial condition are competition, the demand for Innotrac's services, Innotrac's ability to retain its current clients and attract new clients, realization of expected revenues from new clients, the state of the telecommunications and direct response industries in general, changing technologies, Innotrac’s ability to maintain profit margins in the face of pricing pressures and numerous other factors discussed in Innotrac's 2008 Annual Report on Form 10-K and other filings on file with the Securities and Exchange Commission.  Innotrac disclaims any intention or obligation to update or revise any forward-looking statement whether as a result of new information, future events or otherwise.

Contact

George Hare

Chief Financial Officer

678-584-4020

ghare@innotrac.com

###

INNOTRAC CORPORATION
Condensed Statements of Operations
(in thousands, except per share amounts)
	Three Months Ended				Twelve Months Ended
	December 31,				December 31,
	(Unaudited)
	2008		2007		2008		2007
Service revenue	$	30,461	$	29,030	$	104,487	$	97,215
Freight revenue		6,699		7,870		26,913		24,601
Total revenue		37,160		36,900		131,400		121,816
Cost of service revenues		16,607		16,351		50,797		47,723
Cost of freight revenues		6,436		7,711		26,458		24,299
Selling, general and
administrative expenses		12,212		10,950		45,293		43,342
Depreciation and amortization		1,166		1,066		4,343		4,846
Total operating expenses		36,421		36,078		126,891		120,210
Operating income		739		822		4,509		1,606
Interest expense		147		397		1,231		894
Total other expense		147		397		1,231		894
Income before income taxes		592		425		3,278		712
Income tax		-		-		-		-
Net income	$	592	$	425	$	3,278	$	712
Earnings per share:
Basic	$	0.05	$	0.03	$	0.27	$	0.06
Diluted	$	0.05	$	0.03	$	0.26	$	0.06
Weighted average shares
outstanding:
Basic		12,335		12,586		12,327		12,301
Diluted		12,340		12,586		12,401		12,301

INNOTRAC CORPORATION
Condensed Balance Sheets
(in thousands)
	December 31,		December 31,
	2008		2007
ASSETS
Current Assets:
Cash	$	1,056	$	1,079
Accounts receivable (net of allowance for doubtful accounts of  $271 at December 31, 2008 and $288 at December 31, 2007)		25,793		28,090
Inventory		1,855		599
Prepaid expenses and other		1,262		1,100
Total current assets		29,966		30,868
Property and equipment, net		15,842		17,702
Goodwill		25,169		25,169
Other assets, net		822		1,192
Total assets	$	71,799	$	74,931
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
Accounts payable	$	9,259	$	14,050
Line of credit		10,055		6,168
Term loan		-		5,000
Accrued expenses and other		5,253		5,708
Total current liabilities		24,567		30,926
Noncurrent Liabilities:
Other noncurrent liabilities		753		993
Total noncurrent liabilities		753		993
Total shareholders' equity		46,479		43,012
Total liabilities and shareholders' equity	$	71,799	$	74,931

INNOTRAC CORPORATION
Condensed Statements of Cash Flows
(in thousands)
	Twelve Months Ended
	December 31,
	2008			2007
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$	3,278		$	712
Adjustments to net income:
Depreciation and amortization		4,343			4,846
Provision for bad debts		8			43
Loss on disposal of fixed assets		47			16
Stock compensation expense-stock options		72			102
Stock compensation expense-restricted stock		75			53
Stock issued to settle employee stock bonus		-			111
Changes in working capital:
Accounts receivable, gross		2,289			(5,194	)
Inventory		(1,256	)		1,130
Prepaid assets and other		(101	)		294
Accounts payable, accrued expenses and other		(5,246	)		1,797
Net cash provided by operating activities		3,509			3,910
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures		(2,530	)		(4,827	)
Installment payment on previous acquisition of business		-			(800	)
Net change in noncurrent assets and liabilities		130			(476	)
Cash used in investing activities		(2,400	)		(6,103	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Net borrowings (repayments) under line of credit		3,887			(2,418	)
(Repayment) proceeds of term loan		(5,000	)		5,000
Issuance of stock, net		42			-
Loan commitment fees		(61	)		(324	)
Cash (used in) provided by financing activities		(1,132	)		2,258
Net (decrease) increase in cash		(23	)		65
Cash, beginning of period		1,079			1,014
Cash, end of period	$	1,056		$	1,079